Washington, D.C. 20549






Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): April 27, 2020



(Exact name of registrant as specified in its charter)


(State or other jurisdiction
of incorporation) 
(Commission File Number) (IRS Employer Identification No.) 


6261 Katella Ave Ste 250, Cypress, CA90630
(Address of principal executive offices)(Zip Code)


Registrant's telephone number, including area code:  (714) 243-4311


(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act: None


 Title of each class Trading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareKSHBOTCQX


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth companyx


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.x






Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On April 27, 2020, the officers of KushCo Holdings, Inc. (the “Company”), including Nicholas Kovacevich, Chairman and Chief Executive Officer, and Jason Vegotsky, President and Chief Revenue Officer, agreed with the board of directors of the Company to forego at least 20% of their respective base salaries, effective immediately, through at least October 20, 2020, as part of the Company’s strategic plan announced on March 26, 2020 (the “Strategic Plan”) to align itself deeper with a customer group of financially stronger and more creditworthy multi-state operators, licensed producers, and leading regional brands; to significantly reduce and right-size the Company’s cost structure; and to accelerate the Company’s path to achieving positive adjusted EBITDA. Mr. Kovacevich will forego 55% of his base salary through this period, and Mr. Vegotsky will forego 30% of his base salary through this period.    









Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


April 29, 2020 /s/   Nicholas Kovacevich
(Date) Nicholas Kovacevich
Chairman and Chief Executive Officer